SPARC AI Announces Private Placement Closing

Executive Summary

• SPARC AI Inc. closed a non‑brokered private placement of 1,432,429 Units at $0.70 per Unit, generating gross proceeds of $1,002,700 (net $975,820 after finder’s fees).
• Each Unit includes one common share and one warrant to purchase a share at $0.90 exercisable until December 16, 2026, with an acceleration clause if the CSE price exceeds $1.30 for ten consecutive trading days.
• Net proceeds are earmarked to advance development and commercialization of SPARC AI’s GPS‑denied environment technology products.

Key Details

• Units Issued: 1,432,429 Units @ $0.70 each → Gross Proceeds: $1,002,700.
• Net Proceeds: $975,820 after payment of finder’s fees totaling $26,880.
• Finder Compensation: 61,257 finder warrants and 22,857 common shares issued to arms‑length finders; finder’s fees paid in cash.
• Unit Composition: 1 common share + 1 common‑share purchase warrant per Unit.
• Warrant Terms: Right to buy one common share at $0.90; exercisable any time on or before December 16, 2026.
• Accelerated Expiry Provision: If CSE closing price > $1.30 for ten consecutive trading days, SPARC AI may accelerate warrant expiry date.
• Resale Restrictions: All securities issued are restricted from resale until April 17, 2026.
• Insider Participation: Directors Anoosh Manzoori (185,714 Units) and Anthony Haberfield (200,000 Units) participated; transaction qualifies as a related‑party transaction under MI 61‑101 but is exempt from valuation and minority‑shareholder approval requirements.
• Use of Proceeds: Funds will be used to further develop SPARC AI’s technology products and support commercialization activities.

Notable Quotes

(No direct quotes were provided in the release.)